Definitive Registered Clause Samples

The 'Definitive Registered' clause establishes that certain securities or instruments will be issued in definitive, registered form rather than in bearer or temporary form. In practice, this means that ownership of the securities is recorded in a register maintained by the issuer or its agent, and physical certificates may be provided to the named holders. This approach ensures clear identification of owners, facilitates the transfer and tracking of securities, and reduces the risk of loss or theft associated with bearer instruments.
Definitive Registered. Senior Notes and Definitive Registered Junior Notes will be issued substantially in the forms set out in Exhibit B to the Senior Note Indenture and Exhibit B of the Junior Note Indenture, as the case may be. Exchange of Definitive Registered Senior Notes and Definitive Registered Junior Notes shall be made only in accordance with the applicable Indenture.
Definitive Registered. Notes issued in exchange for the Registered Global Note pursuant to Clause 5.2 shall be registered by the Registrar in such name as the Relevant Clearing System, pursuant to instructions from its direct or indirect participants or otherwise, shall instruct the Registrar, the Transfer Agent or NHI. The Registrar or the Transfer Agent, as the case may be (and if the Registrar fails to do so the Transfer Agent), shall deliver such Definitive Registered Notes to or as directed by the persons in whose names such Definitive Registered Notes are so registered by the Registrar and shall direct all payments to be made in respect of such Definitive Registered Notes to the registered holders thereof on or after such exchange regardless of whether such exchange occurred after the record date for such payment.
Definitive Registered. Notes will also be issued in exchange for beneficial interests in the Global Notes (i) if an Event of Default occurs, upon the request delivered in writing to the Book-Entry Depositary of the owner of a beneficial interest in a Global Notes and (ii) at any time if the Company in its sole discretion determines that the DTC Global Note (in whole but not in part) should be exchanged for Definitive Registered Notes. In any such event, (A) the Company shall execute, and the Trustee, upon receipt of an Officers' Certificate for the authentication and delivery of Definitive Registered Notes, shall authenticate and deliver, without service charge, to the Persons specified by the Book-Entry Depositary, Definitive Registered Notes each evidencing $1,000 principal amount at maturity or integral multiples thereof and registered in such names as the Book-Entry Depositary shall instruct the Trustee evidencing an aggregate principal amount at maturity equal to and in exchange for the beneficial interests in the Global Notes held by the Persons supplying such instructions to the Book-Entry Depositary; and (B) if the principal amount at maturity evidenced by the surrendered Global Notes is greater than the aggregate principal amount at maturity evidenced by all of the Definitive Registered Notes authenticated and delivered pursuant to clause (i) above, the Trustee shall not cancel the Global Notes, but shall make a notation on Schedule A thereof to decrease the principal amount at maturity evidenced by the Global Notes by an amount equal to the aggregate principal amount at maturity evidenced by all such Definitive Registered Notes and shall deliver the Global Notes back to the Book-Entry Depositary or its custodian. Upon the exchange of the Global Notes for Definitive Registered Notes evidencing an aggregate principal amount of indebtedness at maturity equal to that of the Global Notes, the Global Notes shall be canceled by the Trustee or an agent of the Company or the Trustee. The Company shall reimburse the Registrar, the Book-Entry Depositary and the Trustee for reasonable expenses they incur in documenting such exchanges and issuances of Definitive Registered Notes.

Related to Definitive Registered

  • Transfer and Exchange of Definitive Notes for Definitive Notes Upon request by a Holder of Definitive Notes and such Holder’s compliance with the provisions of this Section 2.06(e), the Registrar will register the transfer or exchange of Definitive Notes. Prior to such registration of transfer or exchange, the requesting Holder must present or surrender to the Registrar the Definitive Notes duly endorsed or accompanied by a written instruction of transfer in form satisfactory to the Registrar duly executed by such Holder or by its attorney, duly authorized in writing. In addition, the requesting Holder must provide any additional certifications, documents and information, as applicable, required pursuant to the following provisions of this Section 2.06(e).

  • Transfer and Exchange of Definitive Securities for Definitive Securities Upon request by a Holder of Definitive Securities and such Holder’s compliance with the provisions of this Section 2.2(e), the Registrar shall register the transfer or exchange of Definitive Securities. Prior to such registration of transfer or exchange, the requesting Holder shall present or surrender to the Registrar the Definitive Securities duly endorsed or accompanied by a written instruction of transfer in form satisfactory to the Registrar duly executed by such Holder or by its attorney, duly authorized in writing. In addition, the requesting Holder shall provide any additional certifications, documents and information, as applicable, required pursuant to the following provisions of this Section 2.2(e).

  • Transfer and Exchange of Definitive Notes for Beneficial Interests A Holder of a Definitive Note may exchange such Note for a beneficial interest in a Global Note or transfer such Definitive Notes to a Person who takes delivery thereof in the form of a beneficial interest in a Global Note at any time. Upon receipt of a request for such an exchange or transfer, the Trustee shall cancel the applicable Definitive Note and increase or cause to be increased the aggregate principal amount of one of the Global Notes.

  • Transfer or Exchange of Beneficial Interests for Definitive Notes If any holder of a beneficial interest in a Global Note proposes to exchange such beneficial interest for a Definitive Note or to transfer such beneficial interest to a Person who takes delivery thereof in the form of a Definitive Note, then, upon satisfaction of the conditions set forth in Section 2.06(b) hereof, the Trustee will cause the aggregate principal amount of the applicable Global Note to be reduced accordingly pursuant to Section 2.06(g) hereof, and the Issuer will execute and the Trustee will authenticate and deliver to the Person designated in the instructions a Definitive Note in the appropriate principal amount. Any Definitive Note issued in exchange for a beneficial interest pursuant to this Section 2.06(c) will be registered in such name or names and in such authorized denomination or denominations as the holder of such beneficial interest requests through instructions to the Registrar from or through the Depositary and the Participant or Indirect Participant. The Trustee will deliver such Definitive Notes to the Persons in whose names such Notes are registered.

  • Transfer and Exchange of Definitive Notes When Definitive Notes are presented to the Registrar with a request: